We are less than three weeks away from the Buffalo Wild Wings 2017
Annual Meeting of Shareholders, which will be held on June 2nd.
As you probably know by now, Marcato Capital Management, L.P.
(“Marcato”) is seeking to have you vote to remove every independent
director who has served on our Board for more than eight months. Marcato
wants you to take this radical step so that there is room for Marcato to
add its hand-picked substitutes, who have neither the experience with
the company nor the skills that we believe are necessary to continue
Buffalo Wild Wings’ history of success.

Buffalo Wild Wings has performed well as a business and as an
investment. The company has generally outperformed its casual dining
peers on key operational and financial metrics. Not surprisingly,
shareholders have been rewarded as well – the total return earned by our
shareholders over the one-, three-, five- and ten-year periods ended
April 28, 2017, for example, exceed the median returns generated by our
casual dining peers.1

Marcato has offered no plan for operating Buffalo Wild Wings
differently, except that Marcato believes we should sell nearly all our
restaurants to franchisees. Specifically, Marcato is suggesting that we
announce the sale of 500+ restaurants to be completed by 2020. No
casual dining company has ever completed such an aggressive transition.

Marcato accuses us of "dismissing" its refranchising proposal.
This is absolutely untrue. Buffalo Wild Wings' management and Board,
along with our financial advisor, have thoroughly analyzed Marcato’s
proposal and have run complex models to assess the potential benefits of
a sale of the vast majority of our assets. Further, between August and
December 2016, the company and its financial advisors engaged in
multiple in-person, telephonic and e-mail discussions with Marcato to
present our analysis and demonstrated clearly our reasons for
disagreeing with Marcato’s analysis and proposal.

We firmly believe that, in the absence of data about the market for our
restaurants and given what history there is of such a major undertaking,
it would be imprudent to announce and embark on such a dramatic
transformation at this time. As fiduciaries of your investment, we
cannot in good faith undertake such an aggressive endeavor with such a
significant risk of destruction of shareholder value.

At Buffalo Wild Wings, we make decisions based on rigorous analysis of
data. We are currently selling 80 carefully chosen restaurants in our
portfolio, using an investment bank that Marcato has used and presumably
respects. We will learn valuable facts about the strength of the market
for our assets during that process. Based on these facts, we will assess
if further refranchising creates greater value for our shareholders.

MARCATO'S ANALYSIS IS BASED ON FLAWED ASSUMPTIONS

A number of Marcato’s assumptions are untested, speculative, aggressive
or simply impossible.

For example, Marcato’s analysis assumes:

1. We can sell more than 500 stores by 2020 at a 6x EBITDA;

2. We can repurchase shares for 8x-9x EBITDA through 2020, before
suddenly re-rating to 13x EBITDA;

3. We will trade at 13x after refranchising, a higher multiple than
observed for any comparable casual dining peer, including highly
franchised companies;

4. We can reduce G&A, as a percentage of system-wide sales, below where
we believe is achievable, while appropriately supporting our business;

5. A scale refranchising will not negatively impact the company’s 5%
royalty rate;

6. We will continue to develop new restaurants during the proposed
refranchising period, even refranchising more restaurants than Buffalo
Wild Wings owns today; and

7. We can achieve a lower tax rate than what would be realized in a
highly franchised system.

We do not believe there is any evidence that these assumptions are
likely to turn out to be true. And, as fiduciaries for all shareholders,
we do not believe it would be responsible to launch a massive
refranchising effort on the basis of untested and unrealistic
assumptions, particularly at a time when the casual dining sector in
general and Buffalo Wild Wings are facing strong revenue and cost
pressures.

Marcato’s own director nominee, Lee Sanders (who Marcato has touted as
an expert in franchising) has privately questioned the sustainability of
the valuation multiples that could be achieved in such a massive
refranchising, explaining that the market will become oversaturated,
causing the value of each asset to decrease.

“Too much available product in the market will cause a commensurate
decline in value and demand over a 2-3 year period.” (Lee Sanders,
August 2016 email)2

For evidence that such a refranchising would be feasible and create
value, Marcato references the refranchising programs of certain
quick-service restaurants (QSR) – or fast food concepts. The
operations and business models of QSRs are much simpler to execute than
those of casual dining restaurants like Buffalo Wild Wings, and,
accordingly, the franchisee market for QSRs is deeper, and the need for
corporate ownership is lower. QSRs do not have the complexity of
employing servers, running an alcohol program or scheduling labor around
sports and entertainment events. Additionally, the capital requirements
are lower and there is less technology, loyalty program and menu
complexity.

Don’t just take our word for it. The independent analysts at
Dougherty & Co. agree with this important distinction between QSRs and
casual dining restaurants:

“Casual dining restaurants are significantly more complex than
running a QSR operation and we believe much harder to standardize
operations and service.” (Dougherty & Co., April 2017)2

THE APPLEBEE’S REFRANCHISING EXERCISE IS INFORMATIVE

One example of a casual dining restaurant executing a major
refranchising was Applebee's, which is a significant part of DineEquity,
Inc. Applebee's is comparable to Buffalo Wild Wings, and we have studied
this process and its results. It informs our inclination to be cautious
even as we sell 80 restaurants.

Marcato was very supportive of the major refranchising at Applebee’s of
approximately 480 stores, a process that took five
years. However, same-store sales growth has struggled following
Applebee’s transition to an approximately 99% franchised system and the
stock has significantly underperformed.

After Marcato championed the refranchising at Applebee’s, Marcato held
DineEquity stock for only a short time. Then Marcato sold its entire
position. DineEquity’s shares have declined 18% since Marcato’s exit.

The accompanying chart highlights DineEquity's operating and stock
performance compared to Buffalo Wild Wings. The stock of DineEquity has
underperformed the casual dining sector because Applebee’s has struggled
as a business now that it is fully franchised. In each of the last two
quarters, Applebee's has had same-store sales declines of more than 7%!

We continuously review our portfolio of restaurants. We do not target a
specific franchise mix, as the optimal balance is dependent upon many
factors that change over time.

It is important to observe, however, how rare a 90% franchisee model is
in the casual dining sector. Among other things, for the system to
perform well, it is important to have a significant number of
company-owned restaurants so the company can remain in the timely flows
of increasingly changing customer tastes and preferences.

The only casual dining peers with a greater franchise mix than Buffalo
Wild Wings are DineEquity (Applebee’s and IHOP) and Denny’s. Notably,
IHOP and Denny’s are substantially easier to operate. Their "Family
Restaurant" model, with no alcohol, limited technology and less
differentiation is much more straightforward.

We encourage you to protect the value of your investment in Buffalo Wild
Wings by using the enclosed YELLOW proxy card to vote “FOR”
each of Buffalo Wild Wings’ nine nominees by telephone, by Internet, or
by signing and dating the enclosed YELLOW proxy card and
returning it in the postage-paid envelope provided. No matter how few
shares you own, it is important that all shareholders have their voices
heard in this critically important decision regarding your investment.
We further encourage you to discard any proxy materials sent to you by
Marcato.

We thank you for your continued support.

Sincerely,

Jerry R. Rose

/s/ Jerry R. Rose

Chairman of the Board and Independent Director

Cynthia L. Davis

/s/ Cynthia L. Davis

Independent Director

Andre J. Fernandez

/s/ Andre J. Fernandez

Independent Director

Harry A. Lawton III

/s/ Harry A. Lawton III

Independent Director

J. Oliver Maggard

/s/ J. Oliver Maggard

Independent Director

Harmit J. Singh

/s/ Harmit J. Singh

Independent Director

Sally J. Smith

/s/ Sally J. Smith

CEO & President and Director

James M. Damian

/s/ James M. Damian

Independent Director (retiring

2017)

Michael P. Johnson

/s/ Michael P. Johnson

Independent Director (retiring

2017)

If you have any questions or require any assistance with voting your
shares, please contact the company’s proxy solicitor listed below:

Lazard Ltd is serving as financial advisor and Faegre Baker Daniels is
serving as legal advisor to the company.

About the Company

Buffalo Wild Wings, Inc., founded in 1982 and headquartered in
Minneapolis, is a growing owner, operator and franchisor of Buffalo Wild
Wings(R) restaurants featuring a variety of boldly-flavored,
made-to-order menu items including its namesake Buffalo, New York-style
chicken wings. The Buffalo Wild Wings menu specializes in 21
mouth-watering signature sauces and seasonings with flavor sensations
ranging from Sweet BBQ(TM) to Blazin'(R). Guests enjoy a welcoming
neighborhood atmosphere that includes an extensive multi-media system
for watching their favorite sporting events. Buffalo Wild Wings is the
recipient of hundreds of "Best Wings" and "Best Sports Bar" awards from
across the country. There are currently more than 1,220 Buffalo Wild
Wings locations around the world.

To stay up-to-date on all the latest events and offers for sports fans
and wing lovers, like Buffalo Wild Wings on Facebook, follow @BWWings on
Twitter and visit www.BuffaloWildWings.com.

Cautionary Statement Regarding Certain Information

This communication contains “forward-looking statements” within the
meaning of the federal securities laws. Such statements include
statements concerning anticipated future events and expectations that
are not historical facts. All statements other than statements of
historical fact are statement that could be deemed forward-looking
statements. Actual results may vary materially from those expressed or
implied by forward-looking statements based on a number of factors,
including the factors described under “Risk Factors” in Part I, Item 1A
of our Annual Report on Form 10-K for the fiscal year ended December 25,
2016, as updated or supplemented by subsequent reports we file with the
SEC. We do not assume any obligation to publicly update any
forward-looking statement after they are made, whether as a result of
new information, future events or otherwise.

Important Information

Buffalo Wild Wings, Inc., its directors and certain of its executive
officers and employees are participants in the solicitation of proxies
from Buffalo Wild Wings shareholders in connection with its 2017 annual
meeting of shareholders to be held on June 2, 2017. Information
concerning the identity and interests of these persons is available in
the definitive proxy statement Buffalo Wild Wings filed with the SEC on
April 21, 2017.

Buffalo Wild Wings has filed a definitive proxy statement in connection
with its 2017 annual meeting. The definitive proxy statement, any
amendments thereto and any other relevant documents, and other materials
filed with the SEC concerning Buffalo Wild Wings are (or will be, when
filed) available free of charge at http://www.sec.gov
and http://ir.buffalowildwings.com.
Shareholders should read carefully the definitive proxy statement and
any other relevant documents that Buffalo Wild Wings files with the SEC
when they become available before making any voting decision because
they contain important information.

1 Source: FactSet. Market data as of April 28, 2017. Casual
dining peers include BBRG, BJRI, BLMN, CAKE, CBRL, CHUY, DENN, DIN, DRI,
EAT, IRGT, RRGB, RT and TXRH. BBRG, BLMN, CHUY and IRGT included as of
respective IPO dates. California Pizza Kitchen and P.F. Chang’s data
included only in ten-year analysis, due to buyouts in July 2011 and July
2012, respectively.

2 Permission to use quotations neither sought nor obtained.

3 Source: Company filings and FactSet. Market data as of
April 28, 2017. DIN’s total shareholder return since Marcato 13D filing
on December 19, 2012 to exit was 13.2%.

4 Holding period calculated from initial disclosure and exit
based on 13F filings.